Filing made pursuant to Reg. S. 230.424(b)(3)
Form of filing pursuant to Reg. SS. 230.424(c) and (e)
Relates to Registration No. 333-63595
PROSPECTUS SUPPLEMENT
[Cross reference: This supplement relates to the Richland County Bank
Prospectus, filed as part of Form S-4EF, Registration No. 333-63595, accepted
September 17, 1998, effective October 7, 1998.]
On page 24 of the Prospectus, under "Executive Compensation," footnote 3
states that there was no Bank President in 1995 and 1996. This is incorrect.
Martin Paust was Bank President in 1995 and 1996. He died in December 1996, and
therefore there are no compensation amounts listed for "President" for those
dates in the summary compensation table.
In addition, the Prospectus should have contained a copy of the Notice of
Special Meeting of Shareholders immediately before the Table of Contents.
Following is a copy of that Notice:
RICHLAND COUNTY BANK
195 West Court Street
Richland Center, Wisconsin 53581
NOTICE OF SPECIAL MEETING OF SHAREHOLDERS
TO BE HELD NOVEMBER 10, 1998
A special meeting of shareholders of Richland County Bank (the "Bank") will
be held on November 10, 1998, at the Richland County Bank, Richland Center,
Wisconsin, at 4:00 p.m., for the following purposes:
1. To vote on the following resolution:
RESOLVED, that the formation of a bank holding company for Richland
County Bank, pursuant to the terms and conditions of an Agreement and
Plan of Reorganization between Richland County Bank and Richland
County Bancshares, Inc., and a Merger Agreement between Richland
County Bank and New Richland County Bank, whereby (i) Richland County
Bank will become a wholly-owned subsidiary of Richland County
Bancshares, Inc., and (ii) shareholders of Richland County Bank will
become shareholders of Richland County Bancshares, Inc., is hereby
authorized and approved.
2. To transact such other business as may properly come before the meet-
ing or any adjournments thereof.
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At this meeting, holders of record of common stock of the Bank at the close
of business on June 30, 1998, will be entitled to vote. A majority of the issued
and outstanding shares of the Bank must be voted in favor of the above
resolution in order to permit the holding company formation to proceed.
Shareholders and beneficial shareholders are or may be entitled to assert
dissenters' rights under Sections 221.0706 through 221.0718 of the Wisconsin
Statutes. A copy of those sections is attached as Exhibit C to the Richland
County Bank Proxy Statement/Prospectus, which was previously mailed to you.
THE BOARD OF DIRECTORS OF THE BANK BELIEVES THAT THE PROPOSED HOLDING
COMPANY IS IN THE BEST INTERESTS OF THE BANK AND ITS SHAREHOLDERS AND
UNANIMOUSLY RECOMMENDS THAT SHAREHOLDERS OF THE BANK VOTE "FOR" THE PROPOSED
HOLDING COMPANY.
By Order of the Board of Directors
/s/ Dorsey P. Ames
Dorsey P. Ames, Cashier
October 13, 1998
This information constitutes a substantive change from or addition to the
information set forth as part of the registration statement filed with the
S.E.C. (Form S-4EF, Registration No. 333-63595), and therefore Reg. Section
230.424(b)(3) requires this Supplement to be filed, in accordance with Reg.
Sections 230.424(c) and (e).
